Ascent Resources, LLC Announces A $787 Million Equity Raise And Retirement Of Approximately $774 Million Of Debt Of Ascent Resources - Utica, LLC

OKLAHOMA CITY, Nov. 10, 2016 /PRNewswire/ -- Ascent Resources, LLC ("Ascent"), announced today that it entered into agreements to sell approximately 3.5 billion common units ("Common Units") in a private placement transaction, which is expected to result in net proceeds to Ascent of approximately $787 million.

Upon closing, Ascent will contribute $175 million of proceeds from the private placement to Ascent Resources – Utica, LLC ("ARU") to fund ARU's ongoing Utica natural gas and oil development program in Ohio. The Company also plans to use approximately $479 million to prepay in full the Junior Lien Term Loans outstanding under ARU's Amended and Restated Credit Agreement dated as of January 21, 2016 (the "Junior Lien Term Loan Facility") pursuant to a pre-existing agreement regarding such repurchase for a combination of cash and equity. Ascent has sent the required notice to the Junior Lien Term Loan Facility lenders to initiate the prepayment process. The closing of the prepayment of the Junior Lien Term Loan Facility is scheduled for November 15, 2016. The remaining $132 million of proceeds from the transaction will be used to further Utica development, liability management purposes or capital structure optimization.

"This equity raise represents the culmination of a series of comprehensive, strategic initiatives to identify cost savings, operating efficiencies and balance sheet enhancing opportunities that Ascent Management and its sponsors launched at the end of 2014 to position ARU for success across a variety of commodity price environments," said Ascent Chairman and Chief Executive Officer Jeffrey A. Fisher. "This brings the total amount of common equity we have successfully raised in 2016 to $1.5 billion, and as of November 15, 2016 we will have reduced ARU's outstanding balance sheet debt by more than $1.9 billion this year.

"One of the key objectives of these transactions was to generate the liquidity necessary to fully fund the Utica development program through existing and identifiable sources of liquidity. These transactions – along with ARU's new revolving credit facility – satisfy this objective and support future growth against the backdrop of a healthy balance sheet through the development of our assets which are strategically positioned in what is widely recognized as one of the industry's most prolific and economic natural gas basins. Concurrently, ARU, via an active hedging program, has protected its cash flow and capital investment plans from commodity price volatility.

"These transactions are the result of strong collaboration among ARU's lenders, Ascent's sponsors and new and existing equity investors to transform ARU's balance sheet – and they reflect their recognition of the tremendous value of ARU's assets in the Appalachian basin, our outstanding team of professionals and our ability to profitably execute our business plan going forward," Mr. Fisher said.

The new Common Units and Class A Shares have not been and will not be registered under the Securities Act or under any state securities laws. The Common Units and Class A Shares may not be offered or sold within the United Statesor to or for the account or benefit of any U.S. persons except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the Securities Act.

About Ascent Resources – Utica, LLC:

Ascent Resources – Utica, LLC (formerly known as American Energy – Utica, LLC) is an independent natural gas and oil company and an indirect wholly-owned subsidiary of Ascent Resources, LLC that is focused on the acquisition, development and production of unconventional natural gas, natural gas liquids and oil resources in the Utica Shale play in eastern Ohio.

About Ascent Resources, LLC:

Ascent Resources, LLC was created in December 2014 through the combination of Ascent Resources Utica Holdings, LLC (formerly known as American Energy Ohio Holdings, LLC) and Ascent Resources Marcellus Holdings, LLC (formerly known as American Energy Marcellus Holdings, LLC), which respectively own Ascent Resources – Utica, LLC and Ascent Resources – Marcellus, LLC (formerly known as American Energy – Marcellus, LLC). Since its inception, Ascent Resources, LLC has established a leading position in the Appalachian Basin.

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